Information on an intergroup transaction: issue by Netia S.A. of unsecured registered bonds (issue of bonds of the value above 10% of the Issuer’s equity) (47/2008)
I. The Management Board of Netia S.A., acting pursuant to art. 56.1 and 2 of the act dated 29 July 2005 on the public offer and conditions for the introducing of financial instruments in the regulated market and public companies (Dz. U. no. 184 item 1539 as amended) and § 3 in relation to § 5.1.11 of the executive order of the Ministry of Finance dated 19 October 2005 on the current and periodic information communicated by issuers of securities (Dz.U. no. 209 item 1744) announces that the Company, acting pursuant to art. 9.3 of the act dated 29 June 1995 on bonds (Dz.U. of 2001 no. 120 item 1300 as amended has issued:
1) on the basis of the resolution of the Management Board of Netia S.A. no. 2/2008 dated 11 September 2008 - 1 (one) unsecured registered bond, AA series, in the nominal value of PLN 94 500 000 (ninety four million five hundred thousand zloty) and
2) on the basis of the resolution of the Management Board of Netia S.A. no. 3/2008 dated 11 September 2008 and of the foreign currency permit dated 11 September 2008 - 1 (one) unsecured registered bond, BB series, in the nominal value of EUR 40 340 000 (forty million three hundred and forty thousand euro),
with the repurchase date falling on 12 September 2010 and with a right of the Issuer for an earlier repurchase.
II. The offer to sell both the above bonds was addressed on 11 September 2008 to Netia Spółka Akcyjna UMTS Spółka komandytowo-akcyjna, with its seat in Warsaw, a subsidiary of Netia S.A.
III. The issue price of both bonds corresponds to their nominal value.
IV. According to rules of the issue of the above bonds specified by the Management Board of Netia S.A., the AA series bond bears interest at WIBOR 1Y+1p.p., while the BB series bond bears interest at LIBOR 1Y+1p.p. applicable for the first interest period - as of the date of issue for each of the bonds, for the second interest period - as of the day after the date when the interest for the first interest period are due. Interest is payable for annual periods, interest due for the last year is payable together with the repurchase of the bond. Netia has excluded the right to dispose of both the above bonds.
V. The value of gross obligations incurred by Netia S.A. as of the last day of the quarter preceding placing of the offer to the subsidiary of the Issuer to sell the above bonds, i.e., as of 30 June 2008 is PLN 229 550 000 (say: two hundred and twenty nine million, five hundred fifty thousand zloty).
VI. Netia projects that its gross obligations at the time the bonds are repurchased in full will amount to PLN 761 000 000 (seven hundred and sixty one million zloty).
VII. These transactions have no impact on the consolidated balance sheet or the cash position of the Netia group. Netia S.A. is issuing the bonds to ensure that it utilizes the group’s cash deposits for the planned acquisition of Tele2 Polska Sp. z o.o. and implementation of its ongoing growth strategy prior to beginning to draw down on its PLN 375 milion of available credit lines.